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AIMCO PROPERTIES, L.P. IS OFFERING $140 PER UNIT WHICH IS THE HIGHEST
PRICE CURRENTLY BEING OFFERED TO PURCHASE UNITS OF LIMITED
PARTNERSHIP INTEREST OF
UNITED INVESTORS GROWTH PROPERTIES II
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AIMCO
c/o River Oaks Partnership Services, Inc.
P.O. Box 2065
South Hackensack, New Jersey 07606-2065
(888) 349-2005 or (201) 896-100
June 12, 2000
Dear Limited Partner:
Enclosed is a Supplement to our Offer to Purchase units in your
Partnership, United Investors Growth Properties II, increasing our offer price
to $140 per unit. Subject to the terms of the offer, we are offering to purchase
any and all of the units in your partnership. Our offer price is $5.00 HIGHER
than the price that has recently been offered by an unaffiliated third party. IF
IT IS LIQUIDITY YOU DESIRE, OUR OFFER PROVIDES YOU WITH THE GREATEST PURCHASE
PRICE CURRENTLY BEING OFFERED.
We are offering to purchase more Units than the unaffiliated third party is
currently offering to purchase. OUR OFFER PROVIDES YOU WITH THE GREATEST CHANCE
TO RECEIVE THE HIGHEST PURCHASE PRICE CURRENTLY BEING OFFERED FOR THE GREATEST
NUMBER OF UNITS.
There are advantages and disadvantages to you of accepting or declining our
offer. The terms of the offer are more fully described in the enclosed
materials, which you should read carefully. These documents describe the
material risks and opportunities associated with the offer, including certain
tax considerations. The general partner of the Partnership is our affiliate. The
general partner of your partnership makes no recommendation as to whether you
should tender or refrain from tendering your units in any offer. Although the
general partner believes the offer of AIMCO Properties, L.P. is fair, the
general partner also believes that you must make your own decision whether or
not to participate in any offer, based upon a number of factors, including
several
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factors that may be personal to you, such as your financial position, your need
or desire for liquidity, your preferences regarding the timing of when you might
wish to sell your units, other financial opportunities available to you, and
your tax position and the tax consequences to you of selling your units.
However, the general partner notes that the our offer is currently at the
highest price of the two offers and if you wish to sell your units for cash, you
should do so at the highest price. Therefore, the general partner recommends
against tendering in the unaffiliated third party's offer. LIMITED PARTNERS ARE
URGED TO READ OUR OFFER TO PURCHASE, THE SUPPLEMENT AND THE RELATED MATERIALS
CAREFULLY AND IN THEIR ENTIRETY BEFORE DECIDING WHETHER TO TENDER THEIR UNITS.
You should be aware, however, that, as with any rational investment
decision, we are making our offer with a view to making a profit.
Our offer will expire on June 26, 2000, unless otherwise extended. If you
have not already sent in your Letter of Transmittal to accept our offer, please
remember, the enclosed letter of Transmittal must be received on or before June
26 2000. If you have any questions concerning the terms of the offer, or need
assistance in completing the forms necessary to tender your units, please
contact our Information Agent, River Oaks Partnership Services, Inc., toll free
at (888) 349-2005.
Very truly yours,
AIMCO PROPERTIES, L.P.
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